Disney’s live-action Maleficent has irked and annoyed more than a few of the generation that saw the studio’s animated Sleeping Beauty in theaters when it was released in 1959. That’s because the evil fairy Maleficent was Disney’s first larger-than-life villain, someone everyone loved to hate.

Now the haters are angry that in reworking the material for a live-action feature, Disney went the Wicked route, offering up a completely sympathetic portrait of a Disney villain so that she’s really no longer recognizable as a villain. She’s both villain and hero, as Aurora proclaims.

Some will insist that Disney can’t have it both ways, arguing that they spoiled a perfectly good villain by giving her a heartbreaking backstory and making her more of a softie than you’d ever have imagined possible. But Disney wanted to reimagine the story for a new generation, and since both my teenage daughter and son prefer it to the animated classic, and since “Maleficent” is the second-highest grossing film of the year thus far, you’d have to say, “Mission accomplished.”

The filmmakers give Maleficent a context so that she’s not villainous, but rather a protector of the fairy world against encroachments from warlike humans. They give her a motivation for the curse she bestows on King Stefan’s newborn daughter, something more significant than the petty reason offered in the animated version: not being invited to the christening. They even tweak the story so that we see how she regrets the curse and wishes for a way to take it back. And they give her a fairy version of Kryptonite to make her potentially weak. What’s more, it all feels logical.

It’s clever, really, how the filmmakers are able to turn such a menacing character into a victim, and the fun for those of us who remember the animated classic comes comes from seeing the gradual steps they take to completely transform the horned fairy and flip this fairy tale on its head.

As for the casting, I really don’t see this working without Angelina Jolie, who has the same angular face as Disney’s villain and who’s able to be both menacing, when she needs to be, and sympathetic, when a scene calls for it. There’s a harshness and beauty in her face that perfectly suits the character. Sharlito Copley, meanwhile, does a nice job of handling Stefan’s own transformation from an idealistic young man to a self-serving one, and finally a bitter old man filled with hate. And Elle Fanning dishes up a large serving of sweetness and naiveté as the teenage Aurora.

If there’s a weak link, it’s the three fairies that fans will remember as Fauna, Flora, and Merryweather, renamed here as Knotgrass, Thistletwit, and Flittle. There are hints of humor, but not the all-out comic relief that we got from the three fairies in the animated version. It’s almost as if the director couldn’t tell how he wanted them to play it—straight, or comic—because once the three take Aurora to a cottage in the woods to hide her until she turns 16 and is no longer in danger, it’s as if those fairies had become superfluous to the plot, and it doesn’t matter HOW they play it. In fact, they disappear altogether for quite a while, yielding the spotlight to Maleficent and Aurora. My only other complaint is that toward the end of the second act Disney gets a little too sugary in their attempt to candy-coat Maleficent’s evil-doing.

But those are relatively small issues, especially if you consider how much CGI eye candy Disney animators serve up. In essentially turning a fairy tale into a fantasy, Disney creates a realm that rivals Middle Earth, with a broad array of creatures and fantastic plants and other details. The action is tremendous as well, with seamless effects that are eye-popping, whether in large-scale battles or small actions like the “butterfly effect.”

In putting it all together, Disney somehow managed a PG rating, as they did with Tim Burton’s live-action Alice in Wonderland, so everyone can watch together. And that has to rank right up there as one of the film’s crowning achievements. What good is a fairy tale if, as with Snow White and the Huntsman, you have to be 13 to watch? This Maleficent soars—a visually exciting film for the whole family that’s clever in its revisionist impulses.